When I first read about Wal-Mart's devastating impact on small towns I was stunned. I had no idea they open a new megastore every two days. Then I found out that at any given moment there are towns around the country where residents are battling the PR professionals and huge budgets of Wal-Mart or some other big-box chain over the hearts and minds of the local town council members. These battles determine the quality of life in the town for years to come, but they also leave behind divided communities and at times neighbors who no longer speak to each other.

These accounts rooted around in my head for weeks. That's how I knew that the story I wanted to tell would focus on the residents of one town, facing an uphill battle with high stakes and unknown outcome. I was there to record events as they unfolded without control over the end of my story.

Why did you choose Ashland, Virginia?

Actually, I first chose another town. I filmed there for six months and then had to throw away all my footage and begin again from scratch. The town was Kilmarnock, Virginia, on Chesapeake Bay. It's a beautiful town, with expressive and eccentric people who would make very strong characters. They had a controversial zoning application that everyone there was sure was destined for a Wal-Mart store. That's how the local press and town council referred to the project. But Wal-Mart kept denying any interest in this location. Finally I realized I was going to end up with a film that would be better titled "Waiting for Wal-Mart" than "When Wal-Mart Comes to Town," so I decided to go elsewhere.

Ashland fit all my basic criteria. I was looking for a town that would stand for Anywhere, U.S.A. - not too rich, not too poor, but still in possession of a pretty downtown main street where neighbors run into each other, where kids can get things at the stores and parents drop by later to pay. I wanted engaging, articulate people with a big-box conflict that was just beginning, yet promising to be a major issue in the community.

What was it like to work with the people of Ashland?

I felt very welcomed by the town. People opened their homes and their hearts to me. There were many offers to feed and lodge me and the crew. People came through with whatever was needed to help - a small plane for aerial shots, a crane, even a fake but real-looking Ashland population sign (the town doesn't have one). I will remain connected for a long time to this town that has made me an honorary citizen. It has made me re-examine my own big-city life.

How were you able to get Wal-Mart's cooperation?

When I first approached them they just refused to cooperate. I told them they should at least look at a treatment of the project. That sounded so reasonable that they asked me to fax them something. Based on my explanation that an hour-long documentary will have enough time to include all viewpoints fairly, they decided to let me film. They gave me controlled access to their annual shareholders meeting, their stores and a few carefully selected employees. Of course their PR minders were always close by.

What has been the relationship with Wal-Mart throughout the filming?

It was a bumpy relationship because every now and then they'd seem to have second thoughts about the project. So they would suddenly make some impossible demands. At one point they demanded a roster of everyone I interviewed for the film. Then they wanted to condition their footage release on letting them see the final cut and guaranteeing that the film portray the company in a positive light. These were not my favorite moments in the production. One argument that always got their attention was my threat to make the film about their competitors. At the end they backed off.

Did your beliefs about the issues change during the production of STORE WARS?

Yes, as I delved into the issues my views became more nuanced. I realized that you can't tell low-income people that they should reject the store that offers them low prices and jobs, no matter how entry-level those jobs may be. If you're barely making ends meet, worrying about the long-terms effects on your community is a luxury you can't afford. The problem is much broader and deeper. It has to do with a system that allows millions of people in the richest country in the world to live below the poverty line, where they are continuously dependent on these discount chain stores and jobs that are fit only for teenagers and retirees.

I also came to realize the heavy price we pay for not having economic regional planning. Because every town and county are autonomous, chains like Wal-Mart can play them against each other. The retail chains threaten town councils that if they reject the store, they will build it in the next town. The economic devastation will be just as hard, but the tax revenues will go elsewhere. I came to appreciate the bind of local municipalities that are left by the government to fend for themselves to find the revenues to pay for basic services.

What do you hope to achieve with this film?

I think of it as a parable for our times, when multinational corporations with their huge PR machines are virtually unstoppable. They are unstoppable unless communities bother to educate themselves about the true long-term implications of allowing these big-box stores in their towns, and unless town councils act democratically to include all residents in the decision-making process.

I hope this film can become a valuable tool for small town officials to make better decisions about big-box stores. We have begun doing community screening events in many towns facing similar issues, and I hope to be able to continue to do that all over the country.